Duffield Associates, LLC

5400 Limestone Road

Wilmington, DE 19808
Phone: 302.239-6634
Fax: 302.239-8485
duffnet.com

March 31, 2022

Via Electronic Mail

Mr. Mark Whitfield, City Manager

The City of Milford
201 S. Walnut Street
Milford, DE 19963

RE: Project No. 14305

Milford Riverwalk Railings Amendment #1 Construction Documents (CDs) &
Construction Administration (CA)

Dear Mr. Whitfield:

In accordance with the recent request from Brad Dennehy, Duffield Associates, LLC (Duffield), is
pleased to submit Amendment #1 to provide professional landscape architectural services to prepare
construction documents and limited construction phase services for The Riverwalk Railings project
located between N. Walnut Street and N. Washington Street along the existing Mispillion Riverwalk
Milford, Delaware.

This document shall be considered Amendment #1 to our agreement for Project #14305, dated
November 16, 2021 and all provision of that agreement shall apply hereto.

To assist with our evaluation, we have researched the following information:

• Concept Plan (revision #2, dated 12/2/21, revised per meeting of 11/23/21);
• Preliminary Probable Cost Estimate dated 12/3/21;
• Park Committee feedback from meeting of 12/15/21.

Based on this information and our recent discussions, we understand that we will prepare a Probable
Cost Estimate, Construction Plans, and provide limited construction administration services for the
replacement of approximately 312 linear feet of railings.

Accordingly, based on our understanding of your needs, we propose the following scope of services:

A. SCOPE OF SERVICES

1. Existing Conditions Survey.

Verify the length of the existing metal railing to be removed and the limits of the
existing concrete walkway between North Walnut Street and North Washington
Street.

Enhancing our community one project at a time.

Mr. Mark Whitfield
RE: Project No. 14305
March 31, 2022
Page 2

2. Prepare Construction Documents.

Construction documents to include:

a. Demolition plan.

b. Staking (or layout plan).

c. Construction details for stainless steel railings with rail accent lights that describe
the materials, spatial relationships, connections, and finishes suitable for
constructing the proposed improvements.

d. Construction Specifications for the proposed improvements.

e. Written specifications, invitation to bid, bid forms, and other items required in a
project manual to solicit bids for a state funded public works project.

3. Meetings.

a. Meet with the owner’s representative to review 50% complete construction

documents, drawings, project manual and probable cost estimate.

b. Revise documents based on feedback received.

c. Present final CDs and final probable cost estimate to the Parks and Recreation
Committee.

4. Prepare Construction Documents and Bidding.

Based on the meeting with the Owners representative and approved probable budget,
prepare construction details and specification notes with details to solicit bids for
construction. Assist owner in advertising for bids, conduct pre-bid meeting, prepare
advertisements for bids, and prepare addenda to answer bidders’ questions.

5. Construction Phase Services.

The landscape architect will assist the City of Milford Parks Department with the
construction phase services by reviewing the contractors’ bid prices, providing a
recommendation to award or reject bids, and provide construction observation
services. This will include the following: assisting in conducting the pre-construction
meeting; observations at approximately 25% completion, 50% completion, and upon
100% completion to observe that the construction is in general compliance with the
plans, details, and specifications; attendance at the final walkthrough of the site, and
prepare a punch list of items for final completion. A final inspection will be
performed upon the contractor’s completion of the punch list.
Mr. Mark Whitfield
RE: Project No. 14305
March 31, 2022
Page 3

Reimbursable Items. Processing the proposed project will require expenditure of

reimbursable items including copy reproduction, plan plotting and reproduction, postage and
overnight delivery charges, and other similar items. Based on our experience with similar
projects, we have provided a $400.00 budget to cover costs of such items over the life of the
project.

B. ITEMS NOT INCLUDED:

• Wetlands Permits.
• Other Permits
• Permit Fees.
• Additional client meetings or project construction inspections not listed above.
• Bidding and contract administration for phases beyond the area listed on page #1 of the
proposal.

C. LUMP-SUM FEE

Duffield will provide the services indicated above for a lump-sum fee of $24,780.00 plus
reimbursable expenses which we estimate at $400 on a time and material basis. Based on our
previous experience, we have proposed a scope of work which, in our opinion, is adequate
for the project.

D. SCHEDULE

Upon receipt of the executed agreement, we will begin work within 10 business days.
Probable schedule is 4 weeks to prepare and complete drawings and project manual
preparation and to solicit bids for construction. The construction phase is estimated to take
an additional 12 weeks from start to completion. This is subject to change depending on
weather, the availability of materials, and other factors beyond our control. Total estimated
schedule to complete work is about 16 weeks.

If additional consulting services beyond those offered in our proposed scope are requested, they can
be provided in an Addendum or invoiced on a “time-and-materials” basis in accordance with the
enclosed Hourly Rate Schedule.

This agreement is solely between The City of Milford and Duffield Associates, LLC, and all invoices
are payable by The City of Milford to Duffield Associates, LLC and are due within 30 days of
receipt. Other conditions of this proposal are enclosed as General Contract Conditions and are
hereby made a part of this proposal. The terms of this proposal are valid for a period of 30 days.
Mr. Mark Whitfield
RE: Project No. 14305
March 31, 2022
Page 4

We appreciate this opportunity to be of service to you and look forward to providing assistance to
you on this project. If this proposal meets with your approval, kindly sign below and return a copy to
our office as your authorization to proceed. Should you have any questions concerning this proposal
or require any further information, please contact us.

Very truly yours,

DUFFIELD ASSOCIATES, LLC

Matthew T. Spong, RLA, ASLA D. Dwight Walters, P.E.

Senior Consultant, Project Manager Project Principal

MTS/DDW:acj
N:\Projects\14000\14305\Accounting\Proposals-Contracts\Amend1-14305 MilfordRiverWalkRailCDs-20220331.docx

Enclosures: General Contract Conditions

Municipal Hourly Rate Schedule – Effective July 2021

ACCEPTED BY:
(Signature)

Mr. Mark Whitfield, City Manger

FOR: The City of Milford, DE

DATE:
 DUFFIELD ASSOCIATES, LLC
DE – MD – PA – NJ

GENERAL CONTRACT CONDITIONS

1. CHARGES
Personnel: Charges are computed on the hourly rate schedule listed in the proposal. Direct charges will be invoiced for the individuals performing construction
review services. Overtime, over 8 hours per day or 40 hours per week for Technical and Administrative personnel will be invoiced at 1.5 times the rate of the
individual performing the services. A multiplier of 2.0 will be utilized for fieldwork on Sundays and Holidays. A minimum of 4 hours will be invoiced for site
visits by our technical staff.
Prevailing Wages: Prior to project initiation, Client agrees to notify Duffield Associates in writing if Prevailing Wage regulations apply to the Project, and in
particular, the Services to be provided to Client by Duffield Associates. Absent such notification, Client agrees to release, hold harmless and reimburse
Duffield Associates for any liability and costs Duffield Associates may incur resulting from a subsequent determination that Prevailing Wage regulations apply
to the Services provided to Client by Duffield Associates, including any and all costs, fines and attorney’s fees.
Equipment, Subcontractors, and Supplies: Charges for specialized equipment, subcontractors, consultants, laboratories and supplies required to complete the
project are itemized in the proposal. A 15 percent fee is added to all subcontract invoices to cover handling and added costs. Expenses for reproduction,
photographs, postage, long distance phone calls, mileage, etc. will be invoiced at cost.

2. SUBCONTRACT SERVICES
To perform test borings and other services, we may elect to engage a subcontractor. At Client’s request, we can arrange for Client to enter into a direct contract
with the subcontractor. In that event, invoices for these outside services will be furnished to you for your direct payment to the subcontractor.

3. INVOICES
Invoices are issued monthly and are payable within 30 days of receipt, unless otherwise agreed to in writing in this contract. Amounts not paid within 30 days
are subject to a service charge of one and one-half (1-1/2) percent per month. Fees incurred for the collection of delinquent accounts will be paid by the Client.
Time spent in additional detailing of invoices, beyond reference to the proposal, is considered direct effort on the project and will be invoiced.

4. SAMPLES
All samples acquired by Duffield Associates (soil, concrete, rock, etc.) will be discarded thirty (30) days after submission of our final report, unless Client
directs us in writing to do otherwise. Upon Client's written request, Duffield Associates will forward the samples at Client’s cost, or will store them for Client
for an agreed period and storage charge.

5. RIGHT OF ENTRY ON SITE AND UTILITIES

Unless otherwise agreed, the Client will furnish right of entry on the site for us to make the planned borings, explorations and other evaluations.
We will take reasonable precautions to avoid damage to buried utilities, including utilizing the services of a recognized “notification center,” such as Miss
Utility, as an attempt to locate unknown underground utilities. However, we will not be responsible for damage or injury resulting from our explorations for
Client’s project which encounter unknown utilities or structures not specifically designated.
Client acknowledges that it is now and shall remain in control of the site at all times. Duffield Associates does not, by its entry into an agreement with Client,
assume any responsibilities or liabilities with respect to the site. Duffield Associates is responsible solely for its own and its employees' activities on the job
site, but this shall not be construed to relieve owner or any construction contractors from their responsibility for maintaining a safe job site.

6. SITE RESTORATION
We will take reasonable precautions to minimize damage to the site from the use of our equipment, but have not included in our fee the cost for restoration of
damages and/or conditions that may result from these operations. At the completion of our evaluation, we will backfill excavations with excavated
soils/materials and attempt to either level off this area with the adjacent ground surface, or mound the excavated soils/materials in the vicinity of the excavation
(or borehole). Unless specifically noted in this agreement, we will not remove materials from the site of the excavation. It should be noted that the backfilled
soils/materials may settle with time resulting in depressions or holes in the ground surface, and require further restoration. Any additional site restoration
requested by you in writing can be performed and the cost will be added to our fee. If we are not requested to perform restoration, Duffield Associates will not
be responsible for damages arising from the settlement of backfilled test borings or test pits.

7. UNANTICIPATED CONDITIONS
Environmentally regulated substances may exist or be encountered at a site where there is no reason to believe they could or should be present. If during the
performance of our services, we encounter any unforeseen hazardous conditions or regulated substances or other unforeseen conditions or occurrences, which in
our sole judgment significantly affect or may affect the services, the risk involved in providing the services, or the recommended scope of services, we will
promptly notify Client. Duffield Associates and Client agree that the discovery of such conditions may constitute a significant change in the scope of work of
our agreement. Based on our evaluation of conditions, we may:
a. If practicable, in our sole judgment, complete the original scope of services in accordance with the procedures originally intended in the proposal.
b. Stop work pending agreement with Client to modify the scope of services and estimate of charges to include evaluation of the previously unforeseen
conditions and occurrences. These changes may include modifications of these General Contract Conditions and/or modification to the limits of our
professional liability insurance (if such is reasonably available). Hourly rates for personnel shall be revised to accommodate our increased expenses, in
connection with the modified work.
c. Terminate the services effective on the date specified by us in writing.
Client waives any claim against Duffield Associates and agrees to indemnify and defend and hold Duffield Associates harmless from any claim of liability for
injury or loss arising from Duffield Associates' encountering unanticipated hazardous materials or suspected hazardous materials.
8. CONFIDENTIALITY
Duffield Associates will not intentionally divulge information regarding the proposal, services or report, except to Client or parties designated by Client. If, in
our sole opinion, site conditions represent a threat to the public health or an environmental hazard, we will so advise Client in order that Client may diligently
notify the appropriate authorities. If Client fails to act in a responsible manner, Duffield Associates, as a professional organization, will notify the appropriate
authorities. Client waives any claim against Duffield Associates and agrees to defend, indemnify and save Duffield Associates harmless from any claim or
liability arising from conditions or notification of conditions at the site. Information which is in the public domain or which is provided to us by third parties is
not considered confidential.

9. COST ESTIMATES
Our cost estimate is an opinion of the probable costs required to construct or perform the work recommended. Estimates involve assumptions as to actual
conditions on the site, the general construction climate, and other factors over which we have no control. Given the assumptions which must be made, Duffield
Associates cannot guarantee the accuracy of our opinions of cost. In recognition of that fact, Client waives any claim against Duffield Associates regarding any
opinion of probable cost.

10. SHOP DRAWING REVIEW

Client agrees that we shall review shop-drawing submissions solely for their conformance with our design intent in conformance with information given in the
construction documents. We shall not be responsible for any aspects of a shop drawing submission that affect or are affected by the means, methods,
techniques, sequences and operations of construction, safety precautions and programs incidental thereto, all of which are the contractor's responsibility.

11. BIOLOGICAL POLLUTANTS

Duffield Associates’ scope of work does not include the investigation or detection of the presence of any Biological Pollutants in or around any structure.
Client agrees that Duffield Associates will have no liability for any claim regarding bodily injury or property damage alleged to arise from or be caused by the
presence of or exposure to any Biological Pollutants in or around any structure. In addition, Client will defend, indemnify, and hold harmless Duffield
Associates from any third party claim for damages alleged to arise from or be caused by the presence of or exposure to any Biological Pollutants in or around
any structure, except for damages arising from or caused by Duffield Associates’ sole negligence. The term “Biological Pollutants” includes, but is not limited
to, molds, fungi, spores, bacteria, and viruses, and the byproducts of any such biological organisms.

12. WARRANTY AND STANDARD OF PERFORMANCE

Duffield Associates shall perform its services in a manner consistent with that level of care and skill ordinarily exercised by members of the Profession
currently practicing under similar conditions. No warranty either expressed or implied is intended. Our recommendations are based on our interpolation of
conditions encountered by the explorations. Conditions between the explorations are, in fact, unknown. Field review during excavation/construction is an
integral part of the design, since significantly more knowledge of subsurface conditions will be revealed by the excavation process. Depending on site
conditions, it may be necessary for us to be retained during the construction process to complete our design recommendations.

13. INSTRUMENTS OF SERVICES

Documentation of Duffield Associates’ evaluations, analyses, opinions and designs are provided in written “hard-copy” reports, letters, drawings, or other
formats. Frequently clients request documents on electronic media. Text, data and graphical representations that are stored or transmitted on electronic media,
may be subject to uncontrollable alteration and thus such electronic format copies will be provided solely as a convenience, and the hard-copy original will
constitute the final copy deliverable. Client will have 30-calendar days after receipt of electronic media to inspect the material for completeness and accuracy.
If possible, Duffield Associates will correct any discovered errors in the electronic material within this period and resubmit to Client. Duffield Associates will
not be responsible for the completeness or accuracy of the electronic media after the 30-day acceptance period, or for any alterations made by Client or others.

14. LIABILITY
General: Our liability to our Client for injury or damage to persons or property for which we may be found legally liable shall be limited to the following:

Workmen's Compensation ............................................................................................................................ Statutory Limits

Employer's Liability...................................................................................................................................... $100,000
Comprehensive General Liability Bodily Injury & Property Damage Combined Single Limit .................... $1,000,000

Professional Liability: Client agrees to limit our liability to Client or any third party arising from negligent professional acts, errors or omissions such that our
total aggregate liability shall not exceed $50,000.00 or our total fee, whichever is greater.
For assignments relating to residential, environmental services, and sinkhole explorations, our liability will be limited to our fee.
If unanticipated conditions, as defined herein, are encountered, limitations of coverage will be subject to a revision of our agreement.

15. INDEMNIFICATION
Duffield Associates and Client each agrees to indemnify and hold harmless the other for all losses, expenses, and liabilities resulting in damages, which include
injury or death of any person, including employees of either party, any loss of or damage to property, including property of either party or the environment, to
the extent that damages result from any negligent acts, errors or omissions of the indemnifying party, its agents, employees, subcontractors, or assigns. Further,
in the event of joint negligence with any third party, Duffield Associates and Client each agrees to indemnify and hold harmless the other for the proportion of
Damages arising from the indemnifying party’s negligent acts, errors, or omissions.
This indemnification provision is subject to any limitations, other indemnifications, or other provisions agreed to by the parties.

02/16
 DUFFIELD ASSOCIATES, LLC.

HOURLY RATE SCHEDULE

MUNICIPAL ENGINEERING SERVICES

Effective July 2021

Professional Services Hourly Rate

Designer 1 / Scientist 1 $ 54.00

Designer 2 / Scientist 2 / Technician /Administration $ 66.00
Designer 3 / Scientist 3 $ 82.00
Engineer 1 / Scientist 4 / Designer 4 $ 96.00
Engineer 2 / Scientist 5 / Sr. Designer 5 / Sr. Technician $100.00
Engineer 3 / Scientist 6 /Sr. Designer 6 $120.00
Project Manager 1 / Sr. Engineer 1 / Sr. Scientist 1 $138.00
Project Manager 2 / Sr. Engineer 2 / Sr. Scientist 2 $147.00
Project Manager 3 / Sr. Engineer 3 / Sr. Scientist 3 $157.00
Sr. Project Manager 1 / Sr. Engineer 1 / Sr. Scientist 1 $168.00
Sr. Project Manager 2 / Sr. Engineer 2 / Sr. Scientist 2 $178.00
Principal 1 / Sr. Consultant 1 $185.00
Principal 2 / Sr. Consultant 2 $199.00
Principal 3 / Sr. Consultant 3 $208.00

Night work and weekend work by result in higher rates due to shift differential

Reimbursables and Direct Expenses

Mileage current allowance by IRS _______________________________ $ .575/mile

Mailings _________________________________________________ Cost plus 15%
Subconsultants ____________________________________________ Cost plus 15%
Black & White Bond Prints ______________________________________ $ .50/SF
Color Bond Prints ______________________________________________ $2.00/SF
Color Photo Prints ______________________________________________ $5.00/SF
Mylar Prints __________________________________________________ $2.50/SF

Subject to increase July 2022. Please refer to the General Contract Conditions.